Adaptive Biotechnologies Corp
For the period ended Dec 31, 2024. Filed Mar 3, 2025.
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FY2024 · Filed Mar 3, 2025
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Item 15. Exhibits, Financial Statement Schedules
(a)
The following documents are filed as part of this Annual Report on Form 10-K:
(1)
Financial Statements
See Index to Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K.
(2)
Financial Statement Schedules
All financial statement schedules have been omitted since the required information was not applicable or was not present in amounts sufficient to require submission of the schedules, or because the information required is included in the consolidated financial statements or the accompanying notes.
(3)
Exhibits
The exhibits listed in the following Index to Exhibits are filed, furnished or incorporated by reference as part of this Annual Report on Form 10-K.
Index to Exhibits
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Title · Filed/FurnishedWith ThisReport · Form · File No. · Exhibit · Filing Date | |||||
| 3.1 | Amended and Restated Articles of Incorporation | 8-K | 001-38957 | 3.1 | 7/1/2019 |
| 3.2 | Amended and Restated Bylaws | 8-K | 001-38957 | 3.2 | 7/1/2019 |
| 4.1 | Seventh Amended and Restated Investors' Rights Agreement among the Registrant and certain of its shareholders, dated May 30, 2019 | S-1 | 333-231838 | 4.1 | 5/30/2019 |
| 4.2 | Description of Securities | 10-K | 001-38957 | 4.3 | 2/26/2020 |
| 10.1† | Strategic Collaboration and License Agreement between Genentech, Inc. and the Registrant, dated December 19, 2018 | S-1 | 333-231838 | 10.1 | 5/30/2019 |
| 10.2 | Amended and Restated Side Letter Agreement among Viking Global Equities LP, Viking Global Equities II LP, VGE III Portfolio Ltd., Viking Long Fund Master Ltd. and the Registrant, dated May 8, 2019 | S-1 | 333-231838 | 10.5 | 5/30/2019 |
| 10.3* | Form of Amended and Restated Employment Agreement between the Registrant and certain of its executive officers | S-1 | 333-231838 | 10.7 | 5/30/2019 |
| 10.4* | Form of Amended and Restated Employment Agreement between the Registrant and Francis T. Lo | S-1 | 333-231838 | 10.8 | 5/30/2019 |
| 10.5* | Form of Restated Non-Employee Director Change in Control Agreement between the Registrant and each of its non-employee directors | S-1 | 333-231838 | 10.9 | 5/30/2019 |
| 10.6* | Form of Executive Severance Agreement between the Registrant and certain of its executive officers | 10-Q | 001-38957 | 10.1 | 8/10/2020 |
| 10.7* | Form of Indemnification Agreement between the Registrant and its directors and executive officers | S-1 | 333-231838 | 10.13 | 5/30/2019 |
| 10.8* | Adaptive Biotechnologies Corporation Non-Employee Director Compensation Policy | 10-K | 001-38957 | 10.10 | 2/14/2023 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Title | Filed/FurnishedWith ThisReport | Form | File No. | Exhibit | Filing Date |
| 10.9* | Adaptive Biotechnologies Corporation 2009 Equity Incentive Plan and form of award agreement thereunder | S-1 | 333-231838 | 10.15 | 5/30/2019 | |
| 10.10* | Adaptive Biotechnologies Corporation 2019 Equity Incentive Plan and form of award agreement thereunder | 10-Q | 001-38957 | 10.12 | 8/13/2019 | |
| 10.11* | Form of Stock Option Agreement for Non-U.S. Participants | 10-K | 001-38957 | 10.16 | 2/24/2021 | |
| 10.12* | Form of Restricted Stock Unit Agreement for Non-U.S. Participants | 10-K | 001-38957 | 10.17 | 2/24/2021 | |
| 10.13* | Form of Performance Units Agreement and Notice of Grant of Performance Units | 10-Q | 001-38957 | 10.1 | 5/4/2022 | |
| 10.14* | Adaptive Biotechnologies Corporation 2019 Employee Stock Purchase Plan | S-1/A | 333-231838 | 10.17 | 6/17/2019 | |
| 10.15 | Revenue Interest Purchase Agreement, made and entered into as of September 12, 2022, by and among Adaptive Biotechnologies Corporation, the Purchasers from time to time party hereto, and OrbiMed Royalty & Credit Opportunities IV, LP | 8-K | 001-38957 | 10.1 | 9/12/2022 | |
| 10.16 | Lease Agreement between ARE-Seattle No. 11, LLC and Adaptive TCR Corporation, dated July 21, 2011, as amended by Amendment No. 1, dated August 26, 2011, Amendment No. 2, dated June 30, 2014, Amendment No. 3, dated November 5, 2015, Amendment No. 4, dated December 23, 2015, and Amendment No. 5, dated June 6, 2016 | S-1 | 333-231838 | 10.18 | 5/30/2019 | |
| 10.17† | Sixth Amendment to Lease Agreement between Adaptive Biotechnologies Corporation and ARE-Seattle No. 11, LLC, dated August 2, 2019 | 8-K | 001-38957 | 10.1 | 8/7/2019 | |
| 10.18† | Lease Agreement between Adaptive Biotechnologies Corporation and ARE-Seattle No. 12, LLC, dated August 2, 2019 | 8-K | 001-38957 | 10.2 | 8/7/2019 | |
| 19 | Insider Trading Policies and Procedures | X | ||||
| 21.1 | List of Subsidiaries | 10-K | 001-38957 | 21.1 | 2/14/2023 | |
| 23.1 | Consent of Independent Registered Public Accounting Firm | X | ||||
| 24.1 | Power of Attorney (included on the signature page) | X | ||||
| 31.1 | Certification of Principal Executive Officer pursuant to Rule 13a‑14(a) or Rule 15d‑14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 31.2 | Certification of Principal Financial Officer pursuant to Rule 13a‑14(a) or Rule 15d‑14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Title | Filed/FurnishedWith ThisReport | Form | File No. | Exhibit | Filing Date |
| 32.1 · Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 · X | ||||||
| 32.2 · Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 · X | ||||||
| 97.1* | Adaptive Biotechnologies Corporation Policy for the Recovery of Erroneously Awarded Compensation | 10-K | 001-38957 | 97.1 | 2/29/2024 | |
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | X | ||||
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and included in Exhibit 101) | X | ||||
- Management contract or compensation plan or arrangement.
† Portions of this exhibit have been omitted pursuant to Item 601 of Regulation S-K promulgated under the Securities Act because the information is not material and would be competitively harmful if publicly disclosed.
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